Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 

 

FORM 6-K 

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2024

 

Commission file number 001-39250 

 

 

BROOKFIELD INFRASTRUCTURE
CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

250 Vesey Street, 15th Floor

New York, New York 10281

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  x            Form 40-F  ¨

 

 

 

 

 

 

The following document, which is attached as an exhibit hereto, is incorporated by reference herein:

 

Exhibit		Title
99.1		Press Release dated June 18, 2024.
99.2		Report on Voting Results for the Registrant’s Annual Meeting of Shareholders held June 18, 2024.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	BROOKFIELD INFRASTRUCTURE CORPORATION
Date: June 18, 2024	By:	/s/ Michael Ryan
		Name:	Michael Ryan
		Title:	Secretary

 

 

Exhibit 99.1

 

 

 

Press Release

 

Brookfield Infrastructure Corporation Announces
Results of Annual Meeting of Shareholders

 

Brookfield, News, June 18, 2024 – Brookfield Infrastructure Corporation (the “Corporation”) (TSX, NYSE: BIPC) today announced that all eight nominees proposed for election to the board of directors by holders of class A exchangeable subordinate voting shares (“Exchangeable Shares”) and holders of class B multiple voting shares (“Class B Shares”) were elected at the Corporation’s annual meeting of shareholders held on June 18, 2024 in a virtual meeting format. Detailed results of the vote for the election of directors are set out below.

 

In accordance with the Corporation’s articles, each Exchangeable Share was entitled to one vote per share, representing a 25% voting interest in the Corporation in the aggregate, and the Class B Shares were entitled to a total of 395,747,292 votes in the aggregate, representing a 75% voting interest in the Corporation.

 

The following is a summary of the votes cast by holders of Exchangeable Shares and Class B Shares, voting together as a single class, in regard to the election of the eight directors:

 

Director Nominee	Votes For	%	Votes Withheld	%
Jeffrey Blidner	445,586,146	93.67%	30,096,962	6.33%
William Cox	474,772,995	99.81%	910,112	0.19%
Roslyn Kelly	474,997,033	99.86%	686,075	0.14%
John Mullen	470,787,425	98.97%	4,895,682	1.03%
Suzanne Nimocks	472,629,195	99.36%	3,053,913	0.64%
Daniel Muñiz Quintanilla	474,840,004	99.82%	843,102	0.18%
Anne Schaumburg	471,017,750	99.02%	4,665,357	0.98%
Rajeev Vasudeva	470,045,048	98.81%	5,638,059	1.19%

 

A summary of all votes cast by holders of the Exchangeable Shares and Class B Shares represented at the Corporation’s annual meeting of shareholders is available on SEDAR+ at https://sedarplus.ca.

 

– ends –

 

Brookfield Infrastructure Partners L.P.      1 

 

 

About Brookfield Infrastructure

 

Brookfield Infrastructure is a leading global infrastructure company that owns and operates high-quality, long-life assets in the utilities, transport, midstream and data sectors across the Americas, Asia Pacific and Europe. We are focused on assets that have contracted and regulated revenues that generate predictable and stable cash flows. Investors can access its portfolio either through Brookfield Infrastructure Partners L.P. (NYSE: BIP; TSX: BIP.UN), a Bermuda-based limited partnership, or Brookfield Infrastructure Corporation (NYSE, TSX: BIPC), a Canadian corporation. Further information is available at https://bip.brookfield.com.

 

Brookfield Infrastructure is the flagship listed infrastructure company of Brookfield Asset Management, a global alternative asset manager with over $925 billion of assets under management. For more information, go to https://brookfield.com.

 

Contact Information

 

Media:	Investors:
Simon Maine	Stephen Fukuda
Managing Director	Senior Vice President
Corporate Communications	Corporate Development & Investor Relations
Tel: [phone]	Tel: [phone]
Email: [e-mail]	Email: [e-mail]

 

Brookfield Infrastructure Partners L.P.      2 

 

Exhibit 99.2

 

Brookfield Infrastructure CORPORATION

 

REPORT OF VOTING RESULTS

 

Annual Meeting of Shareholders
June 18, 2024

 

National Instrument 51-102 – Section 11.3 (Canada)

 

The Annual Meeting of Shareholders of Brookfield Infrastructure Corporation (the “Corporation”) was held on Wednesday, June 18, 2024 at 9:00 a.m. (New York time) in a virtual meeting format (the “Meeting”). At the Meeting, shareholders holding 86,512,535 class A exchangeable subordinate voting shares (“Exchangeable Shares”), representing 65.58% of the Corporation’s 131,915,764 issued and outstanding Exchangeable Shares on the record date for the Meeting, and two class B multiple voting shares (“Class B Shares”), representing 100% of the Corporation’s issued and outstanding Class B Shares on the record date for the Meeting, were represented in person or by proxy.

 

In accordance with the Corporation’s articles, each Exchangeable Share was entitled to one vote per share, representing a 25% voting interest in the Corporation in the aggregate, and the Class B Shares were entitled to a total of 395,747,292 votes in the aggregate, representing a 75% voting interest in the Corporation.

 

The following is a summary of the votes cast by holders of the Exchangeable Shares and Class B Shares represented at the Meeting, voting together as a single class.

 

Election of Directors

 

All of the eight nominees proposed by management for election to the Board of Directors of the Corporation were nominated and elected at the Meeting. As indicated below, each director elected at the Meeting also received a majority of the proxy votes cast for and withheld from voting for the individual director.

 

Director Nominee	Votes For	%	Votes Withheld	%
Jeffrey Blidner	445,586,146	93.67%	30,096,962	6.33%
William Cox	474,772,995	99.81%	910,112	0.19%
Roslyn Kelly	474,997,033	99.86%	686,075	0.14%
John Mullen	470,787,425	98.97%	4,895,682	1.03%
Suzanne Nimocks	472,629,195	99.36%	3,053,913	0.64%
Daniel Muñiz Quintanilla	474,840,004	99.82%	843,102	0.18%
Anne Schaumburg	471,017,750	99.02%	4,665,357	0.98%
Rajeev Vasudeva	470,045,048	98.81%	5,638,059	1.19%

 

- 2 - 

 

 

Appointment of Auditors

 

The resolution to reappoint Deloitte LLP as the external auditor of the Corporation and to authorize the directors to set the remuneration to be paid to the external auditor was approved by the majority of both the holders of Exchangeable Shares and Class B Shares, voting together as a single class.

 

Votes For	%	Votes Withheld	%
482,126,003	99.97%	133,397	0.03%

 

Other Business

 

There were no other matters coming before the Meeting that required a vote by either the holders of Exchangeable Shares or Class B Shares.

 

		BROOKFIELD INFRASTRUCTURE CORPORATION
	By:	/s/ Michael Ryan
		Name:	Michael Ryan
		Title:	General Counsel and Corporate Secretary

 

Dated: June 18, 2024

 

 

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